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HomeMy WebLinkAboutCity Council Resolution 2003-112CERTIFICATE AS TO RESOLUTION AND ADOPTING VOTE I, the undersigned, being the duly qualified and acting recording officer of the City of Plymouth, Minnesota (the "City"), hereby certify that the attached resolution is a true copy of Resolution No. 2003-112, entitled: "RESOLUTION AUTHORIZING THE ISSUANCE OF VARIABLE RATE DEMAND MULTIFAMILY HOUSING REVENUE REFUNDING BONDS (PARKSIDE APARTMENTS PROJECT), SERIES 2003; ESTABLISHING THE SECURITY THEREFOR AND AUTHORIZING THE EXECUTION OF DOCUMENTS" (the "Resolution"), on file in the original records of the City in my legal custody; that the Resolution was duly adopted by the City Council of the City at a meeting on March 11, 2003, and that the meeting was duly held by the City Council and was attended throughout by a quorum, pursuant to call and notice of such meeting given as required by law; and that the Resolution has not as of the date hereof been amended or repealed. I further certify that upon vote being taken on the Resolution at said meeting, the following Councilmembers voted in favor thereof. All members voted in favor. and the following voted against the same: and the following abstained from voting thereon or were absent: Councilmember Black. WITNESS my hand officially this 11th day of March, 2003. City Clerk RESOLUTION NO. 2003-112 RESOLUTION AUTHORIZING THE ISSUANCE OF VARIABLE RATE DEMAND MULTIFAMILY HOUSING REVENUE REFUNDING BONDS (PARKSIDE APARTMENTS PROJECT), SERIES 2003; ESTABLISHING THE SECURITY THEREFOR AND AUTHORIZING THE EXECUTION OF DOCUMENTS BE IT RESOLVED by the City Council of the City of Plymouth, Minnesota (the "City"), as follows: Section 1. Recitals. 1.01. It has been proposed that the City refinance its Multifamily Housing Revenue Refunding Bonds (Parkside LaNel Apartments Project), Series 1995A, issued in the original principal amount of $9,500,000 and outstanding in the principal amount of $9,120,000 (the "Refunded Bonds"), through the issuance by the City, pursuant to Minnesota Statutes, Chapters 462A and 462C (collectively, the "Act"), of its Variable Rate Demand Multifamily Housing Revenue Refunding Bonds (Parkside Apartments Project), Series 2003, in a principal amount not to exceed $9,120,000 (the "Bonds") and loan the proceeds to Parkside II Limited Partnership (formerly known as Woodhaven Partners Limited Partnership) (the "Borrower"). 1.02 The Refunded Bonds were issued in connection with the refinancing of the City's $9,500,000 Multifamily Housing Development Revenue Refunding Bonds (Parkside Apartments Project), Series 1990 (the "Series 1990 Bonds"), which Series 1990 Bonds were issued by the City to refund its $9,500,000 Multifamily Housing Revenue Bonds (Parkside Apartments Project), issued on August 20, 1985 (the "Series 1985 Bonds"). The Series 1985 Bonds were issued by the City and the proceeds were loaned to Parkside at Medicine Lake Partnership (the limited partner of the Parkside LaNel, A Limited Partnership (the "Prior Owner")) to finance the acquisition, construction and equipping of a multifamily rental housing facility located in the City (the "Property"). The Prior Owner sold the Property to the Borrower, who is the current owner. 1.03. Fannie Mae, a corporation organized and existing under the Federal National Mortgage Association Charter Act, 12 U.S.C. § 1716 et seq. ("Fannie Mae"), has agreed, subject to the satisfaction of certain conditions, to facilitate the refinancing of the Property and the issuance of the Bonds by providing credit enhancement and liquidity support for the Bonds pursuant to a credit facility. 1.04. Draft forms of the following documents relating to the Bonds have been prepared and submitted to this Council and are hereby directed to be filed with the City Clerk: (a) a Financing Agreement (the "Financing Agreement"), proposed to be entered into by the City, U.S. Bank National Association (successor in interest to First Trust National Association), as trustee (the "Trustee") and the Borrower; (b) a Trust Indenture (the "Indenture"), proposed to be entered into by the City and the Trustee, relating to the Bonds; (c) a Bond Purchase Agreement (the "Bond Purchase Agreement'), proposed to be entered into by the City, the Borrower and U.S. Bancorp Piper Jaffray Inc. (the "Underwriter"), relating to the Bonds; (d) an Assignment and Intercreditor Agreement (the "Assignment'), proposed to be entered into by the City, the Trustee and Fannie Mae, and acknowledged and agreed to by the Borrower; (e) an Amendment Number Two to Regulatory Agreement (the "Amended Regulatory Agreement'), proposed to be entered into by the City and the Borrower; (f) an Official Statement (the "Official Statement'), to be used in connection with the offer and sale of the Bonds by the Underwriter. Section 2. Findings. It is hereby found, determined and declared that: (a) The refinancing of the Property and the issuance and sale of the Bonds would further the housing policies and goals set forth in the Comprehensive Plan of the City. (b) The payments required to be made to the Trustee pursuant to the Financing Agreement are fixed, and are required to be revised from time to time as necessary, so as to produce income and revenue sufficient to provide for prompt payment of principal of and interest on all Bonds issued under the Indenture when due; and the Financing Agreement also provides that the Borrower is required to continue to pay all expenses of the operation and maintenance of the Property, including but without limitation, adequate insurance thereon and insurance against all liability for injury to persons or property arising from the operation thereof, and all taxes and special assessments levied upon or with respect to the site of the Property and payable during the term of the Financing Agreement. (c) The execution and delivery of the Financing Agreement, the Indenture, the Amended Regulatory Agreement, the Assignment and the Bond Purchase Agreement (the "Bond Documents") and all other acts and things required under the Constitution and laws of the State of Minnesota to make the Bond Documents and the Bonds valid and binding special, limited obligations in accordance with their terms, are authorized by the Act. Section 3. Authorization and Annroval of Bond Documents. The Bond Documents referred to in Section 1.04 are approved, and the Mayor and City Manager are authorized to execute the Bond Documents on behalf of the City, with such modifications as are deemed appropriate and are approved by the Mayor and City Manager, within the limitations provided in -2- this resolution, which approval shall be conclusively evidenced by execution of the Bond Documents. The Mayor, the City Manager and the City Clerk, or any of them, are also authorized to execute such other documents, instruments and closing certificates on behalf of the City as may be required to give effect to the transactions contemplated in the Bond Documents. Section 4. Official Statement. The City hereby consents to the use of the Official Statement by the Underwriter in connection with the offer and sale of the Bonds to potential investors; provided that the City has not participated and will not participate in the preparation thereof and assumes no responsibility for the sufficiency, completeness or accuracy of the same. Section 5. The Bonds. 5.01. In anticipation of the receipt of the loan repayments from the Borrower, the City shall proceed forthwith to issue its Bonds in the form and upon the terms set forth in the Indenture or established pursuant to this resolution. The Bonds shall be sold to the Underwriter at a price of par plus accrued interest, if any, as provided in the Bond Purchase Agreement. The Bonds shall be issued bearing interest initially at the Weekly Variable Rate established as provided in the Indenture, subject to the Maximum Rate specified therein. The Mayor and the City Manager are hereby authorized to approve: (1) the principal amount of the Bonds; provided that the aggregate principal amount of the Bonds is not in excess of $9,120,000; (2) the maturity schedule of the Bonds; provided that the final maturity date of the Bonds shall not be later than April 15, 2033; and (3) the provisions for redemption of the Bonds. The approval of such officers of the terms of the Bonds shall be conclusively presumed by the execution of the Bond Purchase Agreement and the Indenture by said officers. 5.02. The Mayor and the City Manager are authorized and directed to prepare and execute the Bonds as prescribed herein and in the Indenture and to deliver them to the Trustee, together with a certified copy of this resolution, the other documents required in the Indenture, and such other certificates, documents and instruments as may be appropriate to effect the transactions herein contemplated. The Trustee is hereby appointed authenticating agent for the Bonds pursuant to Minnesota Statutes, Section 475.55, Subdivision 1. Section 6. Absence of Officers. In the absence or disability of the Mayor, any of the documents authorized by this resolution to be approved and executed by the Mayor may be so approved and executed by the acting Mayor. In the absence or disability of the City Manager, any of the documents authorized by this resolution to be approved and executed by the City Manager may be so approved and executed by the person designated as acting City Manager or by such other officer of the City who, in the opinion of the City Attorney, may execute such documents. Section 7. Authentication of Proceedings. The Mayor, the City Manager, the City Clerk and other officers of the City are authorized and directed to furnish to the Underwriter and bond counsel certified copies of all proceedings and records of the City relating to the Bonds, and such -3- other affidavits and certificates as may be required to show the facts relating to the legality and marketability of the Bonds as such facts appear from the books and records in the officers' custody and control or as otherwise known to them; and all such certified copies, certificates and affidavits, including any heretofore furnished, shall constitute representations of the City as to the truth of all statements of fact contained therein. Section 8. Limitations of the City's Obligations. Notwithstanding anything contained in the Bonds or the Bond Documents, the Bonds shall not constitute a debt of the City within the meaning of any constitutional or statutory limitation, and shall not be payable from nor shall constitute a charge, lien or encumbrance, legal or equitable, upon any funds or any property of the City other than the revenues specifically pledged to the payment thereof pursuant to the Bond Documents, and no holder of the Bonds shall ever have the right to compel any exercise of the taxing power of the City to pay the Bonds or the premium, if any, or interest thereon, or to enforce payment thereof against any property of the City other than those rights and interests of the City which have been pledged to the payment thereof pursuant to the Bond Documents. The agreement of the City to perform the covenants and other provisions contained in this resolution or the Bonds or the Bond Documents shall be subject at all times to the availability of the revenues furnished by the Borrower sufficient to pay all costs of such performance or the enforcement thereof, and the City shall not be subject to any personal or pecuniary liability thereon. Passed this 11th day of March, 2003.